Half Life 2: Episode 3
by Mysterious Martel
Summary: Chell has finally escaped from the torturous testing of Aperture Laboratories and now is fighting for her life on the surface. Meanwhile, Gordon Freeman and Alyx are quickly heading towards the Borealis to help Dr. Mossman.
1. Goodbye, My Old Friend

Chapter One: Goodbye, My Old Friend (Escaping Aperture)

Chell had finally awoken several hours after GLaDOS had let her out of Aperture Laboratories. She could remember distinctly walking out of the elevator and turning around but she must have collapsed from the overwhelming comprehension of the past years. She could feel a cold, soothing sensation pressed up against her feet. When she turned her head to look she discovered it was her faithful Companion Cube. Feelings of joy and comfort arose in her and she sat up to give the cube a great big hug. It was all over now; Chell was finally free of that horrific facility. The problem was where was she? How far away from society was she? Chell looked around and all she could see was wheat. Even by standing up it seemed the dry grain stretched on into eternity. Chell picked up her Companion Cube and slowly began making her trek towards what she could only hope as being humanity. She had no idea which way was north or south because she had no idea what time of day it was and could not use the sun as a reference point, but any direction away from Aperture was a good sign.

The sun almost seemed to race across the sky and Chell felt like she was getting nowhere. Fortunately, the wheat field did come to an end, but now she was deep in the center of a damp forest. She wanted as much as possible to simply run out of the woods and try to avoid any possibility with encountering any animals or parasites but she knew if she ran she would run out of energy quicker and end up fainting before she could escape. Chell needed food and something to drink. She placed her Companion Cube down and sat on it to think. Chell knew she couldn't trust any of the vegetation in the forest to eat for fear of being poisoned, but she needed something to eat. At that moment she remembered GLaDOS offering her false hopes of cake.

"_Cake, and grief counseling, will be available at the conclusion of the test._"

Chell clenched her fist in rage. That lie haunted the back of her mind. Test after test she leapt through seemingly impossible hoops for a deranged AI and all for naught. No, she had to forget it. There were more important things to deal with. Cake wouldn't just appear out of nowhere, she had to reach for it! With a new resolve Chell looked up and her heart began pounding. Right there, as clear as day, was a pink frosted slice of yellow cake sitting perhaps twenty feet away. Her mouth was watering and her fingers began gripping the edges of her Companion Cube. It would be hers now, she thought as she took off towards the cake. In her pursuit the strangest thing happened and the cake began sliding across the ground as if running away from her. Chell refused to let that happen. With her beloved cube still in the grip of her right hand she flung it with all her strength straight at the cake. At that point her mind began think clearly again and the hallucination of moving cake vanished. Chell had actually taken out a small rabbit with her assault. The cube impaled the critter in the head and had, unfortunately, killed it. Chell dropped to her knees and picked up the bunny. Tears were streaming her cheeks out of sorrow and joy; sorrow for killing the poor beast and the denial of delicious cake once again but joy for the fact that her hallucination brought her a meal. She didn't want to actually eat the poor beast, but she had no choice now. At that point Chell began gathering tools and dry wood together to start a fire. The rest of that night she spent crying while disdainfully eating her unwanted kill and whimpering in her sleep cuddled up to her Companion Cube. Freedom was not treating her well. For a moment she was almost wishing she could go back…

Tender raindrops woke Chell the next morning. It wasn't drizzling too hard, but she didn't want to take the chance of getting wet and sick through her thin clothing. Chell and the cube had to keep moving through the forest, but stopped once in a while to open her mouth and get a small drink of water. The rain was cool, but not plentiful enough to fully quench her thirst with each mouthful. Chell had to find a town soon and get help.

It wasn't for hours until Chell found the call of civilization she was asking for. After she had escaped the forest and found a deserted highway to follow into a town. The town looked pretty petite from far away but as she got closer… It was still small. Chell didn't care, though, and she began to jog towards it excitedly. All she could imagine now was a shower, a new change of clothes, and best of all: food! When she walked in she was so giddy at seeing other people like her bustling around and being human. It was so much better than seeing robots, or turrets, or most of all GLaDOS and her redundant personality cores. One of them she did hold a sort of respect for: Wheatley. Corrupt as he turned out to be, Chell did feel a small form of empathy for him. If only she knew how sorry he felt about the whole thing.

"_You know, if I was able to see her again, d'you know what I'd say? I'd say "I'm sorry." Sincerely. I'm sorry I was bossy, and monstrous, and I am genuinely sorry._"

Chell shrugged off the memory of Wheatley being released into space, trying very hard to put everything about Aperture behind her. He probably still held a grudge against her for getting him in space in the first place. Chell was quickly distracted from these thoughts by a nearby diner. She meandered over to it and pressed her face up against the window. Food and people galore, what more could she need?

She walked into the diner and shuffled into one of the window booths and placed her cube in the seat across from her. An older waitress made her way over to Chell and handed her a menu. Chell stared at all of the delicious entrees, but knew she couldn't afford any of it. The waitress looked down impatiently, waiting for Chell to say what she wanted. The Aperture escapee still said nothing.

"Can I get you anything?" The waitress said with a hint of annoyance.

Chell opened her mouth to speak, but nothing came out. The most she could say were raspy breaths and gasps. Chell was shocked and began tapping at her throat. The waitress saw the girl act strangely and immediately made up an order for her.

"I'll just get you a glass of water and let you think," and she wandered behind the counter to fetch a drink. Chell was still trying to find out why she couldn't talk. Had it been because of all those years at Aperture she lost the ability to speak? She looked over to her friend, almost hoping it would have an answer for her, but she knew that it simply couldn't speak. When the waitress returned she set the glass down and began to examine her customer more closely. Chell was still clad in the Aperture Science test subject jumpsuit and gave the outer appearance of an escaped convict, which wasn't very far from the truth when she thought about it.

"Not from around here, I guess, are you?" To which Chell nodded witlessly, "Where are you from?"

As much as Chell did not want to look like an idiot, all she could do was point at the Aperture logo above her right breast on her jumpsuit. The waitress had to squint her eyes a little to read the name, and even then her puzzled look gave a hint that she had no idea what was going on.

"Aperture Laboratories? So, what are you, some kind of scientist?" And the lady began to chuckle at Chell. Angry at the woman making fun of her, Chell drained the water, grabbed the Companion Cube, and stormed out of the diner without a glance back.

The rest of the city began to stare at her freakishly as well. Chell tried as hard as she could to not attract any attention but the bright orange just wasn't helping. In order to avoid majority of the populace she ducked into the closest building that had an open door. The place of choice happened to be the family owned bed and breakfast. Chell almost backed into the counter if it weren't for the kind receptionist stopping her with a greeting.

"Can I help you miss?" Chell turned around to the first kind face since she got here. She placed the cube down and tapped her extended throat to the woman, indicating her muteness.

"Oh, you poor thing, you can't speak? Is there anything we can do for you, you look famished! Mom, dad!" She disappeared into the room behind the counter and returned with her assumed parents, "Guys, this young woman looks like she's been through a lot, can we please help her out?"

The receptionist's parents looked over Chell to see if she held any threat. Chell stood there, hoping she would pass the visual test, and discreetly patted her companion for comfort.

"Alright, Caroline, go get her settled into an empty room upstairs," her mother spoke after exchanging glances with her husband over the decision. The receptionist delightfully picked up Chell's friend and grabbed her by the arm. She then quickly whisked her up the stairs and opened up one of the rooms in the farthest corner of the building. The girl dropped the cube on the bed and turned back to Chell with a bright smile.

"Here you go, ma'am, you'll be right next to my room so you can knock if you have any troubles tonight," the receptionist also left a notepad and a pen on the bedside table, "hopefully you know how to write, maybe this way you can communicate with me! I'm Caroline, in case you were wondering, what's your name?"

Chell knew that Caroline was eager for her to write an answer down. She picked up the pen and paper and tried her hardest to muster the ability to write. Her right hand was jittering and the letters looked like a Richter scale had written them but a distinct "C" was visible on the pad. Chell tried just as hard again to make out an "h", but the skill just wasn't coming to her. She then gave up and tried drawing something to indicate her name. Her goal was the shell of a clam, but it looked like a scribbly cloud. Chell gave up and threw the pen on the bed. Caroline gently took the pad from her and tried to interpret it.

"C… Um… What's that?" She was pointing at the disfigured "h", "And what's this?" Caroline looked at the shell, "You poor soul. It must have been hard to have been out there all this time. You've even forgotten how to write, as if you've been isolated all this time. It's like you withdrew into a shell for years.."

Chell began jumping and pointing at Caroline, trying to exclaim that she guessed her name. Caroline only giggled and thought that she was just excited to have found friends again and left her alone in the room to wash up and get ready for dinner. Chell sighed and sat back on her bed, letting the atmosphere soak in before she would get up and bathe for the first time in years.

When Chell came down to join Caroline's family for dinner she had left her Aperture jumpsuit in the laundry and now wore the dark orange blouse and blue jeans her new friend had graciously given her to change in to. Caroline's parents were now happy that Chell had come to join them, as their daughter was never good at making friends. This puzzled Chell: how could someone so kind not have many friends? What her family spoke of after that, however, surprised Chell even more.

"You're actually the first healthy outsider we've seen in a while," Caroline's father told Chell, "you probably haven't noticed, but there aren't many guests checked in."

Chell would have questioned why if she could, but her vacant expression wasn't enough to convince them she had no idea what was going on.

"It just hasn't been the same since Black Mesa ruined everything," Caroline's mother looked down at her plate as if trying not to think about it. Chell was still confused, but one phrase did stand out. Black Mesa. It was the competing laboratory with Aperture for the longest time. GLaDOS used to mock Chell with it, joking that Black Mesa could help her. Was it true, though? Could Black Mesa actually help?

"Mom, please stop thinking about Black Mesa. Remember what the radio said? There's a free man coming to save us all. The Combine wants us to execute him on sight, but the whole town knows he's our last shot at salvation. If he ever ends up here we have to help him in any way we can. I believe in the free man, and you should too," Caroline calmed her mother down and the rest of the dinner was finished in silence. Chell and Caroline walked up to their rooms together after the meal. Caroline stopped Chell before she could open the door.

"Goodnight, mystery girl," she hugged Chell, "even though you're silent, I have this good feeling about you. I hope we can be friends for a long time."

Chell was moved by this proclamation and hugged Caroline back. The same warm feeling that always overcame her when she embraced the Companion Cube emitted from this girl and gave Chell a sense of love and belonging. The girls retired to their respective rooms and Chell tucked herself tightly under her covers, leaving her Companion Cube to protect the door with its friendship and sturdiness.

In the middle of the night Chell awoke with several loud thumps and a piercing scream. She bolted out of bed and reached for the pen on the table. Gunshots could be heard faintly from beyond her window. She looked out to see some of the townsfolk firing off at something in the dark. What was going on? Chell moved her cube off to the side and slowly opened the door. There was nothing but silence, which sent a chill up the girl's spine. Chell edged her way along the walls, pen in hand, and opened each unlocked door precariously. Most of them were empty, but she was still making sure. While Chell was searching she realized how familiar that scream sounded. It was Caroline. Chell ran back to Caroline's room and tried to open the door but it was locked from the inside. She tried kicking at it, but her feet weren't strong enough to take down the door. Looking closer, Chell noticed that Caroline's room could be unlocked from the outside. If she could find the key to her room, perhaps a master key to the hotel, she could check to see of Caroline was okay. Chell gathered her courage for her friend's sake and went downstairs to look for the key behind the reception counter.

The bottom floor of the bed and breakfast was also eerily silent. Chell circled her way around to the back of the counter and began rifling through its shelves to find any sort of key. In her rifling she heard a shoe thunk on the wood floor. Chell peered over the counter and saw nothing. The thunk got closer, causing her heart to skip her throat and climb right into her mouth. She slowly looked over her shoulder, even though every muscle in her body refused to, and saw where the thunk had come from. It was Caroline's dad; no, it was a monster. The creature had the body of Caroline's father, but the head was missing. In its place was what looked like a featherless chicken with crab-like legs. Chell wanted to scream, but her lack of vocals caused her to let out a raspy squeak. It came closer and closer, now wailing some sort of battle cry, or perhaps was it one of pain? As it came within range of clawing at her with its blood stained hands, Chell's survival instincts kicked in and she drove the pen into its head. The monster shrieked and shriveled to the ground agonizing every second until death swept it away. When it had finally perished the monster revealed itself for what it truly was. The chicken head fell off its victim, revealing the corpse of Caroline's father. Once again, Chell tried to express her fear and disgust, but even if she could say something, there was no sound loud enough to satisfy her. All she could do was say a silent form of prayer for him and shut his bloodied eyes. While performing this small ceremony, Chell noticed the ring of keys he was holding on to. Although she hated to steal from the dead, she plucked the keys from his belt and retreated upstairs to save Caroline.

Before she could make it up to the second floor, Caroline's mother stopped her a few steps down from the top.

"Oh, it's you. Thank god you're alright," she kissed Chell's forehead and patted her hair down, "I thought you might have been attacked by the head crabs, they suddenly swarmed the area! I tried getting into Caroline's room to see if she was okay, but she locked the door, that foolish girl! By the way, while you were down stairs, did you see if my husband was okay?"

Chell turned away from her, wishing she didn't see him at all. His mangled body was still freshly etched in her mind. Caroline's mom took the hint and began to cry. Chell tried to offer her sympathy, but before she could, another one of those ferocious parasites attempted to latch onto the weeping woman. Now weaponless, Chell tried her hardest to pull the thing off but its grip was too tight on the face for her. Caroline's mom was crying and screaming out of pure misery, leaving Chell's last option to simply punch the head crab while still attached. The head crab's victim was still clawing at the creature to tear it off, and as bad as she felt for harming another innocent person, Chell continued to swing away at her. After they were already backed up into a corner Chell took that moment to grab a vase that was decorating the hallway and slammed it down in the head crab, causing it to shatter. Caroline's mother fell back into the corner of the room and slid along the wall to the ground. The head crab detached from her face and fell limp at her side. Chell tried lightly shaking the woman to see if she was okay. She actually still had an ounce of strength left. With that last bit of life she left Chell a message.

"Please protect Caroline for us… Until the free man gets here," and she handed Chell the revolver in her robe's pocket that she was too afraid to use on herself. Chell also closed her eyes and let her rest peacefully on the plush carpet.

There was no more time to lose. Chell found the master key to open Caroline's room and flung the door open wide. Her gun was now at the ready in case any head crabs tried to jump for her. She dropped her stance, though, when she saw the sight inside of Caroline's room. There was a streak of claw marks, blood, and some bits of hair making a trail to the open window. She was too late to save Caroline, just like everyone else. Chell leapt over the bed and looked out the window. Caroline was still there! She was lying limply on the convenient roof that her window leads to. Chell grabbed Caroline by her pajamas and pulled her back into the building. She was badly hurt, but it seemed like she had fought off the swarm of head crabs with another revolver kept under her pillow. Chell wrapped Caroline's head up with a torn out piece of her bedsheet. Caroline finally came to and opened her shining green eyes to see her closest friend.

"It's you," she spoke very quietly and winced a little from the pain, "I'm so glad you're here, but you need to get out of here now. It's too bad I never got to know your name."

Chell shook her head, refusing to let Caroline die. Caroline merely laughed and emptied the last two bullets from her revolver to give Chell more ammunition. Chell began shedding tears again and placed the bullets in her pocket.

"Please don't cry over me. I hate to see loved ones cry. Even though I've only known you for such a short time I can't help but think of you as my best friend. Perhaps it's because you could never say otherwise."

Chell covered Caroline's mouth and attempted to carry her piggyback style out of town to get help. She made it out of the hotel, but she had to put Caroline down to fend off head crabs and more possessed people. Caroline's condition was worsening, and Chell couldn't move any faster. Lucky for her, there was a running truck sitting in park nearby. When Chell got closer to see why it was still on she found the driver maimed in the front seat. She had to swallow her fear for Caroline's sake and get in. Caroline was hanging on for dear life in the passenger's seat as Chell put the truck into drive and floored the vehicle through town. Neither of them took a glance back at the town. That was unfortunate for Chell, since back in her room the Companion Cube sat still performing its duty off to the side of the door.

"_The Enrichment Center is required to remind you that the Weighted Companion Cube cannot talk. In the event that it does talk the Enrichment Center asks you to ignore its advice._"

At that moment, however, and it may have been just the screeches of the head crabs, but it almost sounded like the Companion Cube was whimpering.


	2. How Do You Catch a Free Man?

Chapter Two: How Do You Catch a Free Man? (Gordon's Discovery)

_No… No, Dad, don't leave me! Please, don't leave me….._

"Gordon… Gordon, wake up!"

Alyx Vance was shoving lightly at his shoulder. Gordon Freeman began to slowly bat his eyes open and turn to look at her. The young woman's face was crusted with dry tears and she still had a quivering lip. She had been through hell in the last few hours, why did he let her pilot? Their mission to find Dr. Mossman could have waited a little longer so she could collect her thoughts and reconsider coming along. He should have made her stay back at White Forest.

"I don't want you to worry about me, Gordon," as if Alyx could read his mind, "I promised Dad I would bring back Dr. Mossman, and I refuse to break that promise. Besides, I can't let you go alone. The Borealis appears to be in the middle of a massive tundra. Resistance members won't be able to reach you where we're going, so if the Combine is still there you would be steamrolled."

Gordon knew she was right, but still didn't think he should have taken her along. He wished he knew where Barney was so he could drag him along instead. Hopefully his train was far enough away from City 17 when it was destroyed and that he would reach White Forest soon. Gordon had to stop thinking though; he was getting too distracted from his task at hand. He looked out the side window of the helicopter to the view of the land from below. Years ago he remembered how beautiful Earth looked from the height of a plane. Now it looked ravaged and desolate because of the Combine and the hostile creatures from Xen. He could only dream of sending the aliens back to their home and cutting off the connection between realms to save everyone from any more harm. He didn't mean the Vortigaunts any harm, and they should stay on Earth to avoid their enslavement, but head crabs and antlions needed to go.

While Gordon was contemplating, Alyx kept her eyes on the radar that had the coordinates plugged in and was watching for any Combine that may have followed them. The wounds in her heart were deep, but she was so focused on finding Judith and the Borealis, and chose to leave her feelings back at White Forest. Losing one parent was hard enough, but no pain was greater than losing them both. Alyx rubbed the dry tears off from around her eyes and cheeks and took another look at the screen. A snowstorm began to brew, and looking forward was fruitless now.

"What the hell?" Alyx gave it a second glance, "Our position and distance from the Borealis just disappeared. Something's interfering with our signal.."

She began to fidget with the mechanism and attempt to fix the problem. Gordon snapped out of his daze and took a defensive approach by manning the controls for the turret attached to the bottom of the chopper. He had a good idea what was messing with their signal; it couldn't have just been the mountains.

"Come on, you piece of crap!" Alyx pounded on the top of the radar, "Why won't you work?"

At that moment it suddenly hit them. It felt like a pulse of sonic energy that collided with their air craft and sent them soaring to the left. Alyx curled her head down and gripped the steering handles tightly to try and stabilize the chopper. Gordon was already firing away into the snowy abyss, hoping to hit the Combine ship, but he had no idea how close the ship was.

"Gordon, what's going on?" Alyx was cut short by another sonic wave that began to crack their windshield. This craft was unlike any Combine ship Gordon had ever seen before. It was definitely larger than the gun and drop ships, and its shape looked like a giant flying antlion… Antlion?

"Gordon?" He grabbed Alyx and the parachute underneath his seat. Gordon knew what was bound to happen, but he only had time to grab his gravity gun before the beast rammed into their small helicopter and sent it plummeting towards the ground. Alyx screamed as they were falling, but Gordon kept his cool and blew open the left side door with a gravity blast. Both of them were sucked out into the atmosphere and began freefalling to unknown blank depths. Gordon used Alyx's wrist that he held her by and moved her fingers to grip the pull string. He then yanked her wrist and ejected the parachute so they could gracefully flutter to the ground. Gordon was suspended by the parachute looped around his one shoulder, with his gravity gun in the hand connected to that arm, and Alyx dangling near him in his other hand. She could tell his grip was letting up so she wrapped her free arm around his waist, then moved her other arm up to his neck to cling onto her hero for dear life. Gordon couldn't look because he was so focused on them landing safely, but Alyx was blushing because of how close she was to him. When he turned to look at her, she hid her face in an indentation in the HEV suit. Gordon ignored it, and they tumbled to the ground safely. Alyx let go and let Gordon remove the parachute while she scoped the area.

"Damn, I can't see anything in this snow," the wind blew some frozen crystals into her eyes and caused her to register that she wasn't very well equipped for walking through a tundra. The more she thought about it, though, the colder she was getting. Gordon looked over and saw her beginning to shiver.

"Gordon… What are we going to do?" He was trying to think of what would keep her warm. Nothing came to mind except… Gordon detached the breastplate of his HEV suit and slid it over Alyx's head. Because his body frame was bigger than hers, the plate would cover her arms as long as she kept them inside. The mesh under layer of his suit would keep him warm while they tried to find a cave to hide in.

"Thanks, Gordon…. I don't know what I would do without you," she smiled and followed him into the snowstorm.

The winds got stronger and colder the further they trekked into nothingness. Gordon held his arm up to try and protect his eyes, but every attempt at blocking the storm was futile. They couldn't keep going if they couldn't find a shelter soon. The HEV plate wasn't even helping Alyx anymore and her lips were slowly turning a darker color. Gordon noticed this and held her close again to try and warm her up. When they started walking forward they could see a red light in the distance. Gordon and Alyx ran towards it with high hopes that the light meant other life forms and the refuge they came from. As they approached the light the saw that no one else was around the light. It was connected to a pole that was buried underneath the snow that could have stretched for miles for all Gordon could tell. He kicked the light, causing the light to spin in its socket and a siren to begin wailing. Alyx and Gordon looked around in panic; had they been discovered by the Combine? No soldiers were in sight, all that was around was the annoying wail, until suddenly the two of them started sinking into the snow. They started sinking faster and faster up to the point where they fell into a black pit that whisked Gordon and Alyx away from the cold but possibly into something far more terrifying.

"Hello, and welcome to the Aperture Science Enrichment Center, branch codename Tundra. At this facility we conduct research on the location of the Borealis, as well as enhancing the capability of the Aperture Science Mobile Portal Emitter."

Gordon opened his eyes. He was lying on a cement floor and was surrounded by glass walls. He got up and looked for an exit, but the entire room was boxed in. He was trapped. Gordon pounded on the glass pane, finding out it was actually Plexiglas, and he ended up hurting his hand. _Is this really Aperture Science? Where's Alyx?_ _I hope she's okay. I have to find her._

"To test your capabilities of handling an Aperture Science Mobile Portal Emitter we will first test you with the comprehension of portal technology. Opening a portal in three. Two. One."

Gordon could see an orange light in his peripheral vision. He turned and couldn't believe his eyes. A portal? He thought only portal storms and the Citadel's core reactor back in City 17 were capable of such technology. Black Mesa had been working on harnessing the power of portals for years, and all along Aperture Science was ahead of them? The same Aperture Science that made a device to ensure choking and had a program that stole wishes? Gordon's mind was blown; he must have been in a nightmare. He began hitting himself to try and wake up but the scene wasn't changing. The portal was still right in front of him, glowing and showing the view of the room that the other portal led to. He had no other choice if he was going to find Alyx and get out of this place. Gordon carefully stuck his foot through the portal to make sure he was stepping on solid ground, and then closed his eyes as he walked through. Nothing felt like it was damaged, but he didn't have the top plate of his HEV suit to tell him otherwise. Gordon looked back down at himself, then back to the portal. He had made it through okay, he could tell by seeing the room he was previously in through the blue ring of light.

"Very good," called the voice from the speaker once again, "you appear to lack agility and wit, but you still might be able to manage a few tests."

Gordon looked up towards where the sound was coming from. The voice sounded so… Robotic. It also seemed like she, no, it was making fun of him. Why would Aperture make a machine that can use sarcasm?

"Gordon!" He could faintly hear Alyx from up above as well. Gordon saw her blurry figure pounding against another sheet of Plexiglas and calling to him. He got as close to the wall as he could while still seeing her so they could try and communicate.

"Are you alright, Gordon?" Alyx knelt down, but it didn't make much difference in height between them, "Is the crazy AI trying to talk to you too? She's been running me through these rooms called test chambers and telling me I'll be able to escape if I get through them all. Don't worry, I still have your HEV part still on me and I'll be sure to give it back once we escape, just get through the test chambers like I am. I can't wait to show you this new gun I've acquired! It can make portals on concrete surfaces! Gordon, with your gravity gun and this.. Portal gun, we can get to the Borealis by just… Teleportaling? Like it?... Heh, uh, nevermind… Look, I've got to keep moving, so let's catch up at the end, okay?"

Gordon saluted to her as she ran off to finish the test chamber. He knew she would be okay. Alyx was just as resourceful as he was, so he returned to the task at hand. Where was he to get one of those portal guns so he could catch up with Alyx?

"In this chamber we will test you with the capabilities of handling an Aperture Science Mobile Portal Emitter. Please proceed to enter the vehicle to begin the test."

The wall in front of him opened up to reveal a low riding, compact, pearl white car. Equipped to the back of it was a large white cannon or sorts that had three prongs hanging off the edge of its barrel. Gordon warily approached the vehicle, as he was unsure if the AI was pulling another trick on him. When he managed to get inside the speaker turned on again to give him another message.

"You're doing so well. Maybe you'll be able to finish this test by the next century."

The voice was starting to annoy him greatly. Gordon did his best to ignore her sarcasm and started the car up.

"There are a few things to know when operating the Aperture Science Mobile Portal Emitter. One: Do not look directly into the operational end of the portal emitter then the vehicle is in operation. Two: Do not submerge the vehicle in liquid; especially the back end of the vehicle. And three: Do not cause any severe damage to the vehicle or turn the vehicle upside down. Aperture Science does not have the capabilities or the funding to replace the Aperture Science Mobile Portal Emitter. Now please enjoy the rest of your testing here at Aperture Science…. I'll see you soon…"

If Gordon were to flip the car over, he could just use the gravity gun to. Wait, where was his gravity gun? The AI must have disarmed him while he was still unconscious. He had to get it back; it was the only one of its kind. Gordon settled it then: he would solve the tests, reunite with Alyx, and retrieve his gravity gun. He stomped the pedal to the floor of the car and punched it into action.

Once Gordon mastered the handling of the car and how the portal cannon worked it was a cakewalk to solve the tests. Sure, some of them required to use some of the car's odd functions he didn't know it had until he fidgeted with the controls. He learned that the claw attached to the barrel of the cannon could draw objects to it magnetically; quite like his gravity gun, and it even had the ability to fling things back with more force than his gun, as he learned with the poor cube with a heart. Gordon also had to learn how to use the trick of continuous momentum when falling through portals. He had never been so terrified of falling in his life until he saw himself falling through the same hole seventy times. Okay, so maybe not all of them were cakewalks, but he had finally reached the last test chamber according to the voice.

"Welcome to the final test. You know, you remind me of someone. I wish I could remember who, but some of the data seems to be erased from my memory. Oh well, they must not have been that important anyway. What is important is that you've passed qualifications to handle the portal emitter. To congratulate you on accomplishing this task a surprise will be deployed in three. Two. One-"

"Gordon, watch out!"

Gordon leapt out of the car upon hearing Alyx's command. He turned and saw her holding the gravity gun with it aimed at the car. Alyx launched the car off to the other side of the room and ran to Gordon.

"Hey, I'm sorry I took so long. I think you'll be wanting these things back," and she helped Gordon back into his plate. Gordon picked his gravity gun back up while Alyx readied the portal gun.

"What are you doing? How did you escape test the other chamber?"

"I was starting to catch on to your plan once I found my way into a small den with tons of scratch marks shouting for help. Once I saw Gordon through an opening in your woodwork it was all too simple to escape," Alyx smirked up at the ceiling.

"You can't escape from the test! I won't let you escape from the test! Not like… Not like _she_ could. No, I'll just fire up the deadly neurotoxin and let you squirm as you try to escape again."

The voice laughed darkly as the room began to fill with a golden-greenish smoke. Gordon's HEV suit kept telling him about the detection of neurotoxin, which wasn't helping the situation. Alyx began choking on the smoke which raised Gordon's worry even more. He helped Alyx over to the other side of the chamber and into the passenger's side of the car. Gordon looked up and noticed one of the same storage cube deposits from a previous test. It seemed to be malfunctioning, so Gordon helped it out by blasting it with the portal cannon. The door on the tube broke off and a cube fell to the ground. Gordon looked for any wall that was made of Plexiglas. When he found it, he picked the cube back up with the cannon and blew it straight threw the wall. The smoke was thickening as he fired a portal on the wall behind the shattered glass and drove straight through another portal he made on the wall at eye level with him. Gordon then sharply turned and drove down the hallway just big enough for the car to fit. All the while the AI kept shouting at him demands to come back but he blocked it out completely. When Gordon had exited the hallway he noticed that the room was somehow familiar. He looked to his left to see the enclosed spaced where he had woken up at the beginning of this nightmare. The speaker began laughing again.

"You're just as difficult to kill as she was. Did you know she tried to kill me multiple times? She destroyed my entire facility. Not this one, mind you, it was at Aperture's home branch. Aperture Science has several branches all across the world. All of them made to control portal technology and to find the Borealis. But you know about that already, don't you, Doctor Freeman?"

_What? How did she-_

"Heheheheh, you look surprised, Doctor Freeman. Of course I would know about you, I know all about Black Mesa. They were our rival, after all, I was programmed to keep track. However, I can't let you come close to the Borealis, Doctor. I'm afraid if you won't die easily then I'll just have to transport you."

Alyx was still asleep when a portal opened up underneath them and they fell through a building's wall and landed on a dirt road in the middle of a deserted town. Gordon slammed his palm against the steering wheel. They were thousands of miles away from the Borealis now, with no idea how to get back.

* * *

><p><em>Author's note<em>: Sorry it's taken so long to get this chapter up. I was actually working on finishing HL2 and both of the episodes so I could be more accurate. Good thing too; my first draft was way far off. Thanks for sticking with me, though, and hopefully I can get the next chapter up sooner than later. Happy reading!


	3. The Mysterious Case of Wheatley

Chapter Three: The Mysterious Case of Wheatley Pendleton (We're in SPAACE!)

"Ah, ah, space. Haven't seen it all yet. Need to see it all. Need to see spaaaaaaace!"

"Please, mate, would you tone it down? We've been in space for days and it's all you ever talk about. We're going to be here forever, right? Why don't you just keep your comments to yourself, because you'll be able to see it all eventually."

Wheatley's visual camera rolled around inside it socket to ignore the space core's constant gibberish about the empty vacuum they were eternally stuck in. They would never die, and it would take years for them to rot because they were made of the finest Aperture Science material. Then again, could things rot in space? Wheatley certainly hoped so; otherwise this was literally hell before death.

"Come on, let's go see space! Oh, oh, let's go!"

Wheatley wished he could bang himself up against something and distract himself from his comrade. The only thing that was keeping him sane was the depressing thought of her. He felt so terrible about being corrupted by holding GLaDOS' power and letting her get hurt. He wanted more than anything to see her again, apologize, and help her escape the facility once more. She probably got put back into cryogenic stasis again anyway because of what he did. Wheatley wished he had the ability that humans did called crying. If he could he'd cry over all his mistakes and pray for the chance to make them all up. As he lamented the most extraordinary thing happened.

"Ooh, what's that? Is it more space?" The space core was excitedly staring at a massive boulder coming towards them. Wheatley shouted a few obscenities because he couldn't move far enough out of its way and the meteorite was closing in on him.

"Oh my God, I'm going to die! It's all over! Chell… Chell, wherever you are, I'm sorry! God, help me!"

"_All Aperture technologies remain safely operational up to 4000 degrees Kelvin._"

Wheatley was struck by the space rock and sent plummeting away from the space core. As he heard the core fading away while crying out for more space, all Wheatley could see was Earth getting closer and closer at an accelerating rate. _Oh, God, I'm going to be incinerated by the Earth's atmosphere!_ He closed up his viewing lens and prepared for his imminent death.

Meanwhile, at the main branch of Aperture Laboratories, GLaDOS was enjoying her "life", as it could be called, testing her favorite droids over and over. Oh, how she loved watching them kill each other and be incinerated at the end of each test because she had nothing better to do with the useless bots. It was much easier than dealing with that horrid girl and her insolent pals: the intelligence dampening core and the weighted companion cube. Dr. Freeman was on her mind for a little while, but once she transported him closer to her and further from the Borealis she began to think less about it and went back to focusing on her tests.

"Blue, I'm going to give you five science collaboration points for willingly crushing your partner with that shifting platform. Orange, I'm deducting you five science collaboration points for-"

"WAAAAAAHHHHHHHHHHHHHH!"

An explosion went off in Test Chamber 17. GLaDOS quickly left her droids to go investigate what happened in the chamber. There was a massive crater where the chamber used to be, so she wouldn't be able to examine it with the cameras anymore.

"Party Escort Bot, I'd like you to be my eyes down in Test Chamber 17. Please head down to the test chamber for me."

GLaDOS opened up the floor beneath her and rose up a large, sturdy, fierce looking droid. It bowed gracefully to his creator and ran off to check out the situation. She turned on the escort bot's camera so she could see what he was looking at. The test chamber was ravaged. Everything had been disintegrated except something that sat in the middle of the chamber at the center of the crater. It was… A core? How did a core get into the test chamber?

"_Bring that core to me_," she spoke inside of the droid. The Party Escort Bot picked up the core and began walking back to GLaDOS. All the while, Wheatley was shut inside hoping to God he wouldn't be discovered by her again. If she found out it was him she'd kill him! He was already lucky enough to cheat death twice today! Wheatley had to escape somehow before the bot would bring him to her.

"Oi, d'you mind letting me go before I have to kill you?"

The Party Escort Bot looked down at the core. GLaDOS recognized that voice, but the data was corrupted. Wheatley still kept his lens closed and continued to make empty threats.

"Hey, why don't you just let me go so I don't have to harm you? Just toss me outside and we'll call it even."

The threats were failing, Wheatley could tell. GLaDOS was still trying to wrap her mind around what core sounded like that. It was on the tip of her artificial tongue…

"_WHEATLEY! BRING THAT CORE TO ME IMMEDIATELY!_"

_Oh, bloody hell, I'm in for it now_. The droid gripped Wheatley's handles tightly as he hurried back to the AI unit. Whimpering could be heard from inside the core as well as the repetition of "I don't want to die!" Wheatley was soon enough dropped onto the cold cement floor where he assumed was in front of her.

"Wheatley.."

He refused to open his lens. If he were to die he wanted it to be quick and visionless.

"Wheatley," the pitch of her voice got higher. GLaDOS was trying to coax him out of his shell. Wheatley was onto the plan, though, and stayed inside where he thought it would be safest.

"Wheatley, I'm not going to harm you… Yet."

He opened his lens and stared up at the mechanized beast. Wheatley squeaked and retreated back to his core for protection.

"Look," GLaDOS began, "I know we've been through a lot of.. Issues. You did try to take over Aperture in my place, and you did put me into a potato, and, let's face it, I might have instigated it with all the comments about your intellect and lack of mobility, but let's put that in the past. How about I help you?"

_She's lyin', mate, you know that. Don't give her what she wants; most importantly, don't test for her!_

"H-how would you help me?" Wheatley opened his lens just a tiny bit to look back at her.

"I'm going to let you walk free."

"Walk free?" He couldn't believe her, "Bollocks! Give me one good reason why I should ever think you would release me? You usually want to kill anything that tried to kill you!"

"Maybe I need you gone so you can keep any eye on someone for me. Just recently I discovered that Black Mesa is in hot pursuit of a ship we had lost long ago that was headed for this laboratory."

"So what? What's so great about a bloody boat? And what's Black Mesa?" Wheatley, as the Intelligence Dampening Core, was never given any information about Black Mesa and its rivalry with Aperture.

"We need that ship back here at Aperture so I can finish my work, Wheatley. If Gordon Freeman gets a hold of it I'll never be able to finish what I was working on! Most importantly, Black Mesa will have acquired some of the most valuable material know to research!"

"Aaaahhhhahahaha! I don't understand any of this! Who's Gordon Freeman and why is a human like him so important?"

GLaDOS was getting irritated with his stupidity, "Look, if you just keep an eye on Dr. Freeman for me I'll let you go free after we get the Borealis back. Or, if he dies, then you're free to roam as well. Understand that, you monkey?"

"Uh, yeah," he began nodding his lens, "yeah, I think I've got it. Watch this free man and I walk free."

"Oh, and there's one other small condition," GLaDOS started chuckling evilly, "considering I highly doubt Dr. Freeman will trust any other droids ever again I'm going to have to disguise you as something else."

"Something else?" He was getting nervous, "Like.. Like, what? You're not going to turn me into a potato, are you?"

"No," her laughing got darker, "something much more fitting for a.. Monkey.."

"Oh, God, what's going on?" GLaDOS picked up Wheatley with one of her claws, "Oh, God, you're going to kill me after all!" He cried until his memory went blank and the world was blacked out.

"Uh," Wheatley opened his eyes. Eyes?

"Ah.. Ow,"he had never actually felt pain before. The thought was always induced via GLaDOS' threats of killing him, but he couldn't actually describe the real feeling before. Wheatley placed a hand on his head. Wait, what?

"AAAAAAAHHHHHHHHH!" Wheatley leapt out of the bed he was lying in and continued to scream. He had legs, arms, a chest… Other odd parts he had never wanted to pay attention to all those years he attended to those humans while he was in charge of the relaxation center. It was like something out of a horrific version of The Little Mermaid; the only difference being was that he could still talk.

"_I see you're still getting used to this form. Well, you did just wake up after all, and you've been asleep for over ten hours._"

"What are you doing inside my head? Why can I hear you in my head? Aaaahahahahahahaha! Make this all stop! Put me back in my core!"

"_Will you shut up for a nanosecond so I can speak? This body has been in cryogenic stasis for years, I was able to remove the brain of the body while it was still frozen and replace it with this mechanized construct of a brain that has you downloaded into it, along with a small piece of myself that will connect us no matter where you go. When you finish your mission, I'll permanently shut off this connection and incinerate my part of the chip so you can be free. I also took the liberty of installing some of the necessary functions to deal with being human so I wouldn't have to teach them to you myself. I'll give you a little time to get used to the body, so just tell me when you're ready to leave._"

Wheatley hated this new body. He looked like a giant twig, felt like an itchy, dirty animal, and kept wishing that he could just go back to his core and die like a proper machine should. Being human would ruin what little he had going for him. At the very least, as a core he didn't have the constant need to eat like he did right now. He never had to sleep or use the bathroom before. Walking was a plus, he thought, but where would he walk to? Wheatley slowly made his way around the room so he could get used to his feet. At the same time he was continuously clenching and unclenching his hand so he could get accustomed to grip. Once in a while he would open his mouth and enunciate some words to handle speech. After he got used to walking he tried jumping. This task was much harder than he thought. Whenever he watched Chell in the past she jumped with such ease and grace… Where was Chell anyway?

"Oi, can you hear me?" He called to the air.

"_What is it, are you ready to go?_"

"No, I want you to tell me where Chell is!" He took this opportunity to practice stomping his foot.

"_Who?_" The data on Chell was still corrupting itself so she could be forgotten.

"The girl I tried to help out when I replaced you. Chell, don't you remember?"

"_Oh… __Her__… I don't know where she went._"

"What do you mean you don't know? Don't lie to me; you have her hidden here, don't you?"

"_Caroline made me release her._"

"Release her? You were going to kill her! And now you're telling me that some human got you to let her go?"

"_Caroline was no human; well, not when I met her. She was a part of me and now she's gone. Good riddance. If you want to find her you're going to have to complete your mission and search for her when it's over._"

"Fine, then, I'm ready," he stood proud with his hands over his hips. GLaDOS sighed.

"_Well then for the love of Aperture put on the black suit I left for you. If you leave this facility naked I'm going to sever our connection right now and send the Party Escort Bot to kill you._"

It didn't register in Wheatley the entire time that he was completely bare. If he knew one thing about humanity, it was that clothing was very important because it concealed the gross figure underneath. He dashed to the suit and quickly slipped into it. Wheatley then looked over at the shining glass pane that reflected his appearance. Tall, lanky, dirty blonde hair, crystalline blue eyes. His pale skin almost made his head and hands blend in with the walls. Wheatley stuck out his tongue at the disturbing mass he had been turned into. Oh how he missed that small sphere he was originally programmed into. Still, Wheatley had to suck it up for the sake of finding Chell and zipped the suit up.

"I'm ready, luv!"

"_Alright, I'm going to open a portal so you can exit the room and retrieve the Gamma Armor. I want you to put that on and arm yourself with an Aperture Science Handheld Portal Device sitting next to the armor. Portal opening in three. Two. One._"

Wheatley turned around and leapt through the portal. In this new room was a sparkling white suit curved for flexibility and fitted to his figure. Engraved on the chest plate of the suit was a γ to symbolize Gamma. Wheatley had very little comprehension of the Greek alphabet, but he could at least understand which symbol went with what.

"_Your Gamma Armor will protect you from most hazardous material and provide excellent defense if you happen to get caught at gunpoint. It also has Long Fall Boots equipped so you'll always land on your feet even with your clumsy demeanor. Now, so we're clear, the man we're looking for will also be wearing some armor. He has the Black Mesa equivalent of this far superior suit, but instead will have the Lambda symbol on it. You remember what that looks like, right?_"

"Lambda.. Lambda.. Oh!" He was pretty sure he got it right: θ.

"_You idiot!_" She sent a vision to his mind of what the symbol actually looked like: λ.

"Uh, heheh, of course! I knew that was Lambda, I was just playing, mate!"

"_Just get out of here!_" GLaDOS opened a portal beneath his feet and dropped him into her chamber just in front of the elevator. Wheatley tightly held onto his portal gun and looked up to his creator while cringing in front of her presence.

"Wheatley, get into the elevator," GLaDOS shifted her construct closer to him.

"Why? Where am I going to go once I get up there?"

"I'll give you direction as to where you are going once you get outside. I cannot trust you with driving one of our Aperture Science vehicles so there's nothing left for you but to walk."

Wheatley gulped and tiptoed into the elevator. GLaDOS closed the gate behind him and quickly raised him to the surface. The poor man was ejected out of a small tool shed and left to fend for his self. He shook with fear, for this new realm had surfaces and features he couldn't even fathom.

_Oh my God what are those tan sticks waving in the wind?_ His mouth was agape with astonishment.

"_You twit, that's wheat! You two are relatives, actually, so why don't you get acquainted?_"

"Hello, fellow brethren, I am Wheatley, a relative of you!"

The grain, of course, was silent. GLaDOS was laughing her bolts off.

"What's wrong? Is it because I'm in this ugly meat suit?" Wheatley began frolicking through the field to make amends with his supposed family. As funny as she found it earlier, GLaDOS was now getting annoyed with his lack of intelligence.

"_Wheatley._"

"Not now, luv, I'm trying to reconcile with them," he continued running in the field.

"_Wheatley… Wheatley! They're not your family! It's just wheat! It's something humans cut to turn into things like bread and cereal._"

Wheatley plucked one of the pieces of straw and examined it carefully. He tried chewing it, but the flavor wasn't that pleasing and he got something stuck in one of his molars. When he picked it out he noticed it was a seed from the plant.

"Humans pick some disgusting things to eat. Why would they want this stuff stuck in their mouths forever?"

"_Could you just forget about the wheat? You have to go find Gordon Freeman!_"

"And how the bloody hell am I supposed to do that? He could be anywhere in this field!"

GLaDOS couldn't fathom his insolence, but he did bring up a reasonable point. She did drop off Gordon in a nearby city, but he had the vehicle with him now. He could be halfway across the country with that car.

"_Wheatley, I want you to connect your portal device to your Gamma suit._"

"How would it connect, it's not like there's a plug or anything!" But upon saying 'connect' one of the plates on the upper right leg of the Gamma suit opened to reveal a thin hose that fit the design of the small hole on the back of the portal gun. Wheatley squealed when he saw the suit open.

"_Calm down, I just designed the suit to operate is secondary functions upon your voice command. I'll let you figure out its other wonders later. Right now you have to connect that hose to the portal device and press the white button next to the hose._"

Wheatley pulled out the black snake and pressed it up against the portal gun. When the two clicked into place he looked down at the base of the hose to see three switches: blue, orange, and white. _Have to hit… This one.._ He pressed the blue switch, but since his free hand that was holding on to the gun was also holding down the trigger…

"AH! What's going on?" Wheatley began bouncing several feet into the air. GLaDOS was wishing she could have sent any other core than Wheatley.

"_That's repulsion gel. It gives you the ability to leap distances you couldn't normally. Now stop wasting gel! I cannot provide you with anymore gel until you get close enough to an Aperture branch. The next one isn't for 120 miles, so focus! Hit the white switch this time to use conversion gel._"

When Wheatley finally landed he pressed the white button and sprayed out a white paint onto the ground. It was beginning to click now.

"Hey, this is the stuff Chell used when she tried to put you back into the mainframe by corrupting my core! Yeah, I know how it works!"

To GLaDOS' amazement, he unplugged to hose to prevent anymore gel from spilling out and made a blue portal on the ground. There was obviously no other portal for him to emerge through since he was standing directly over it without falling.

"Come on, now, where am I supposed to put the other one?"

"_Just.. Uh, leave that to me, Wheatley,_" she was still dumbfounded, "_I'll connect the portal I used on Doctor Freeman to you. Brace yourself._"

As she bound the two portals together and watched Wheatley fall through, she couldn't understand why, but her internal core temperature was rising.

* * *

><p><em>Author's Note<em>: Thanks so much guys for your feedback on this story. I'd really love to hear more of it, as well as your ideas of what you'd like to see happen between our heroes: Gordon, Alyx, and Chell, and with these two AI's. Do I detect a blush at GLaDOS' core? Tell me what you think!


	4. For the People Who are Still Alive

Chapter Four: For the People who are Still Alive

Caroline lay as a withering limp in the passenger's seat, her staggering breath shortening with each road bump. Chell continued to drive as fast as the truck would go while periodically looking over at her dying friend. Each time she took a glance over at her Caroline would smile and tell her to "keep your eyes on the road" because she was "alright".

_Where is the next town? I've been on this dirt road for miles. Caroline needs medical attention now!_

At that moment the worst of coincidences could happen. The truck slowed to a stop on the deserted highway, its fuel tank was empty. Chell pounded her fists on the steering wheel and cursed over and over in her head. Caroline's hand lightly gripped her shoulder in an attempt to calm her down.

"There's no point in getting angry over this. We just have to continue on foot," Caroline mustered the strength to open her side door and slide down onto her feet. The gashes on her head and arms were still slowly oozing with blood and she was getting more and more dizzy from watching her life force seep out of her body. Caroline fell back into the dirt and Chell leapt out of the vehicle to her aid. Chell lifted her friend onto her back again as much as Caroline protested.

_I wish I could tell you to stop every time you over exerted yourself. You're in no condition to walk._

Chell trudged over to the truck again and shuffled around for more bullets for her gun. Nothing could be found except some unused buckshot shells which she pocketed incase she could come across another gun later. Then, Chell took a deep breath and started her own cinematic walk into the horizon. It wouldn't be for hours until their luck would turn around.

"Hey," Caroline mumbled into Chell's ear, "I think I'm good enough to walk now."

The two had followed the same gravel road for miles. The closest thing to a building they found was the outline of a mountain on the far reaches of the horizon. Chell shook her head at Caroline, refusing to let her friend step one foot on the ground. Caroline sighed at her stubbornness.

"I can't have you carry me forever, you'll get tired quicker. Come on, let me down."

Chell just held on tighter with each word, making sure her grip wouldn't break. Caroline gave up and rested on Chell's shoulder. All the weight form the stress they went through the previous night had finally caught up with her and sealed her eyes shut. Chell just kept moving forward, like a robot with a fresh set of batteries. Her determination to save Caroline kept her exhausted legs stepping, and courage kept her heart beating in pace with her footsteps. Nothing would bring Chell down unless it killed her.

_Impossible… Can it be?... No, it must be the heat and my own delusion…_

Approaching her quicker and quicker was a lonely gas station. Chell leapt with excitement and began sprinting as fast as she could without dropping Caroline. The sudden jump awoke the young woman dangling from Chell's back. She had no idea what had gotten into her friend; was something chasing them?

"What's gotten into you?" Caroline's eyes then turned up to the gas station and she let out a cry of joy. No simple convenience store had ever made her so happy. Caroline cheered Chell on as the gas station came closer and closer to them.

Chell pushed the store's door open and set Caroline down on the cashier's counter to the left. The place was empty and it seemed like it had been that way for a while. There was a thin layer of dust along the top items on the shelves. Chell picked up a small box of jumbo band aids, hydrogen peroxide, and cotton balls from the back of the shop and returned to Caroline.

"Do you really thing band aids are the solution for gashes?" Caroline laughed for a moment, but broke into a cough. Chell pressed a single finger vertically across her mouth to silence her and began cleaning the wounds. Caroline cringed and yelled periodically when the burning became intense, but Chell would then pinch her to redirect the pain. After a half hour of this, Chell had fully patched up her friend and laid her back against the counter so she could rest. The silent woman then investigated the rest of the store to find some more clothing and cover. In the cleaning closet were a few aprons and a single hooded sweater that she used to cover Caroline while she slept. Chell forced herself to stay awake all night so she could stand guard. To keep herself occupied she worked to get the electricity running and made herself some hot coffee. There was still half of a night to go.

When Caroline awoke she found a passed out Chell slung over the end of the counter with an empty coffee cup held limply in her hand. A small puddle of the drink was built up on the floor underneath the cup. Caroline sighed and hopped off the counter so she could clean up the mess. As soon as she moved Chell jumped and slipped off of the counter onto the floor. Her coffee cup flew into the air and landed on her head. Caroline turned around and laughed so hard the cringed up into a ball on the ground. Chell furiously whacked the cup off her head and got up so she could loom over the girl mocking her. Caroline slowly began to calm down so she could catch her breath.

"I'm sorry," she wheezed, "you've just never done something so ridiculous! Okay, okay, I'll stop."

She got back up and straightened herself out, "Alright, I'll clean up the mess around here and get some supplies together for us while you go outside and hotwire one of those cars in front. Fill it up with any gas that could still be left around here. We should work quickly so we can get out of here as soon as possible and catch up with any other resistance members."

Chell nodded and the two split up to prepare for the trip. When the silent woman walked outside, she realized she had no knowledge of how to hotwire a car. She walked up to an old station wagon and looked it over carefully. _Where are the wires? How does hotwiring work?_ Chell opened the car door and looked underneath dashboard above the gas pedal. _Damn, there are so many wires, how will I know which goes where?_ She was at this task for a while.

Meanwhile, Caroline was inside dipping pieces of the apron she tore up into lighter fluid and sticking them out of beer bottles half filled with more lighter fluid. She lined her Molotov cocktails inside a Styrofoam container which also contained knives and a pistol found behind the cashier's counter. As she kept working on her cocktails her mind began to wander. She finally had time to think about how her parents were killed and that her home was destroyed. Tears began to stream down her cheeks as she thought more about it. _Everyone's gone… Mom, dad… How can I keep going knowing you can't be there with me?_ She finished preparing the last of the Molotovs and looked out the window to find her friend. Chell's feet were sticking out from the door of a rusty convertible as she was testing wires to make the car start.

"I guess there's always her to live for. She was the only one who immediately accepted me for who I was… She wasn't even concerned about my oddness."

She packed some more supplies and carried them out to Chell by the car. The sight was amusing because this mute athlete had no idea how to hotwire at all. Caroline tapped her on the knee to get her attention.

"You should let me do it," Caroline helped Chell up, "I've watched my dad play with some cars like this before."

She took a quick look at the array of wires and ignited the car to life. Chell was impressed with each new thing she learned about this girl and was so happy to have her as a friend as well.

"We should be on our way now. If we keep lingering there's a chance that some antlion swarms could be headed our way."

The two girls filled the car with as much supplies and ammunition as possible and took off within the hour. The drive was quiet for the longest time, but they were both armed with guns in case they saw some head crabs or antlions. Caroline was keeping her eyes on a map, the next town wouldn't be for miles and it seemed like the highway would go on forever into the horizon. The next few hours went on like this until there was nothing around them but desert and road.

As Chell moved the car mindlessly along the road she began to hear a low hum in the distance. Caroline was already fast asleep, but she was shrugged awake.

"What is it?" Chell cupped her own ear to get her to listen. Caroline's eyes widened as she heard and looked out the passenger's side rear view mirror.

"Remember when I told you that antlions might show up? Well, this would be the time to drive faster."

Chell floored it, but the antlions were closing in on the small car. Caroline fired into the fray with her magnum pistol, but there were far too many for her to take out with such a slow, small clipped gun. She then tried one of her cocktails, which did take out quite a few more, but they just kept rising from the sand like a sci-fi movie cliché.

At the pinnacle of this high speed chase suddenly the car was flung into the air and tumbled over into the desert. Chell and Caroline banged and bashed against the walls of the interior until the car stopped rolling. They were both badly bruised and scraped, which reopened some of Caroline's healing wounds. Chell forced open her door and crawled out to see what caused them to be thrown off the track. In the front of the antlion swarm was one very large antlion bull. It shrieked and was closing in on the car faster than the rest. Chell was beginning to think that this might be the end for them. She crawled back into the car to protect Caroline just before the car was tossed again.

"We have to-" Caroline fell into the roof of the car, "- do something before we're killed! I can't-… Let my parents' sacrifices-… Go to waste.."

This determined woman picked herself up when the car finally came to another halt. She grabbed her pistol and the extra can of gasoline they had filled for incase the car would run out. Caroline kicked open the door and dragged her weak body out to face the army of beasts that were almost certain to kill her. The antlion bull came at full speed ready to make this human his next meal, but Caroline used all of her strength to throw the gas can at the creature and just when it was close enough shot one bullet and the can. The explosion evaporated the bull as well as the entire front few rows of soldiers. Caroline's sweater and part of her arm was burned, but she was alright. She collapsed after the antlions were scared off after all the adrenaline drained from her body. Chell got back out of the car and sat next to her savior.

_You're a hero, Caroline… How could I possibly survive without you?_

With the car now unusable, Chell took one of the backpacks that were filled with some bullets and snacks as well as a couple of guns and picked up Caroline. Chell carried everyone back onto the road and continued the journey herself. If she couldn't protect this girl, she could at least be her transportation.

On the other side, there was a young doctor who would be in for the reality check of his life, as if his live couldn't get any more real.

Author's Note: Hey everyone, I have a huge apology for it being so long since I've put out a chapter. I've started college since I first began this story and I had a huge writing block for this. I'll try to keep putting out chapters for you guys, but I can't promise that it'll be very good. Still, to those who are still following, thanks, and I hope you keep enjoying!


	5. The Black Mesa Theory

Chapter Five: The Black Mesa Theory

Gordon was surveying the ghost town when Alyx awoke and noticed that he was nowhere to be seen. She unbuckled herself from the car and went out to look for him. For some reason, she had a firm belief where the first place he would be was. Sure enough, his bright orange armor caused him to stick out as he raided the deserted auto body shop.

"You almost have a demented codependency, you know," she knew what he was looking for and how desperate he was to find one. Alyx decided to feed his necessity, however, and searched the other side of the room. It was sticking out of a tire that seemed to be too small for the rim. Alyx pried it out and brought it over to Dr. Freeman. He was once again reunited with a trusty crowbar.

"Why can't you be more dependent on the gravity gun? It's so much more useful," Gordon stared at her with a look of condescension; she would never understand. Alyx sighed and let him have his small moment of joy.

"Anyway, we should really try to get out of here, Gordon. If we keep lingering, who knows what'll show up?"

She couldn't have spoken any sooner. In the distance was the all too familiar cry of a man in muffled pain. Gordon wielded his gravity gun in one hand and the crowbar in the other while Alyx loaded her pistol. A group of five or six head crab zombies came trudging into the garage and were quickly taken out by brute force, magnetically thrown wrenches, and bullets everywhere in between. Gordon cleaned off his crowbar with the shirt of one of the immobile zombies and signaled to Alyx to leave.

They returned to the car, but it appeared to have already been invaded. Gordon quickly reacted to this as if it were a zombie trying to steal the car and used the gravity gun to throw it onto its side. From the inside of the car a small cry could be heard. Alyx reloaded her gun and slowly made her way towards the other side. Once she saw the top of his blonde head she aimed at him.

"AHHH! Don't shoot, don't shoot! I'll give you whatever you want, as long as what you want is wheat; I've got plenty of wheat! Oh, God, please don't shoot!"

The gangly man trembled in the driver's seat with his hands covering his head as much as possible. The portal gun that was covering his right hand, however, was making that difficult. Alyx recognized the gun instantly.

"Gordon, come over here and put this.. Portal car.. Back upright, will you?"

He was unable to see the man in the car, and was confused about her request. Gordon knew Alyx didn't kill the zombie, why would she.. He came closer to the car and gave it one good blast into the air. The car landed safely on the ground, but the poor man inside was bouncing around and screaming the entire time. Alyx yanked him out of the driver's seat and threw him onto the ground with the gun still aimed at his head. Gordon understood now.

"How the hell did you find us?" She wasn't in the mood, apparently.

"Oh, please-please-please, don't kill me! I'm looking for the free man!" Wheatley tried to withdraw into his armor, but it wasn't working all that well. There was a skeleton preventing his skin from receding into the safe shell of the gamma suit.

Gordon was now glaring down at him with his crowbar ready to swing. _Aperture just never gives up, does it? Their AI's sure are terrifying._

From inside Wheatley's head he could hear GLaDOS yelling, "_You weren't supposed to tell him what your motives were, idiot!_"

"I'm sorry!" He held his head as well as he awkwardly could.

"What? Have you gone insane?" Alyx was ready to shoot him.

Wheatley had no comprehension that they couldn't hear GLaDOS, "Didn't you listen? I wasn't supposed to tell you about looking for the free man."

"Alright, that's it; I can't let Aperture jeopardize our mission anymore. I've gone through too damn much for this stupid ship and you're not getting your hands on it!"

Alyx was about to fire when suddenly Gordon knocked her hand away and she fired into the dirt. _This guy is either hearing voices or he's an idiot. I kind of want to find out which._ He looked at Alyx with the ability to get his message across once again. She gave in and holstered her gun.

"Oh, thank God!" Wheatley's knees buckled in and he fell over onto the ground.

"What's your name, weirdo?" Alyx's tone still wasn't pleased.

"Oh, it's um.. Wheatley… Wheatley.."

"_Pendleton-_"

"-Pendleton, yes, Pendleton.. That's-.. My name is Wheatley.. Pendleton," his voice drifted off.

"Alright, Wheatley," she was going to grip him by the collar of his shirt, but there was nothing to grab on to, "what do you want with Gordon?"

"Who?"

Alyx couldn't believe how stupid this man was, "Gordon Freeman… The 'free man'."

"Oh-oh! Yeah, well," Wheatley aimed his portal gun, "I'm supposed to immediately take you to Aperture Laboratories, but.."

"_What? Bring them here now!_" GLaDOS didn't understand why he was going against her wishes, but she was going to punish him for it.

"I want you to help me-" GLaDOS sent a small surge of electricity through his nervous system and caused him to twitch and fall onto the ground. Gordon and Alyx stared in awe for a brief second, the quickly went to his aid.

"Hey, what's wrong?" Alyx shook him once the shocks came to a halt and examined his eyes that had rolled into the back of his head. Wheatley was in massive pain, yet numb all over at the same time. He tried his hardest to finish his statement, no matter what that horrid computer would do to him.

"… Save… Chell…" He tugged at Alyx's shirt, "help me save… Chell."

She began to feel remorse for how she treated Wheatley earlier. Even though she had no idea who this man really was and why he suddenly had a seizure, she could feel his determination to save whoever Chell was. Alyx looked up at Gordon, who was not thinking the same way. _We don't have time to help strangers who are trying to kill us. Why are you trying to help the enemy? We have to save Mossman!_ Gordon shook his head at her, but Alyx was filled with pity.

"Please, Gordon, let's take him along. He obviously has some tools we can use to fight and we can keep him like our own hostage. Besides, maybe we'll find Chell along the way."

Gordon was frustrated, but he gave into Alyx's pouting and agreed. Both she and Wheatley were relieved and the intelligence dampener was helped to his feet. Wheatley spoke to GLaDOS in his mind.

_I promise once I find her that I will bring these two to you_.

"_Fine… But if you fail I shall shock you to death!_"

Wheatley could agree to these terms and was now excited that he would be able to look for Chell. He would finally be able to apologize, that is, of course, if she were still alive.

"So, mates, where do we begin?"

Gordon looked over at Alyx, as he simply refused to say a word.

"Well, we have to get out bearings first. We have no idea where we are, so, I guess we'll have to drive to figure anything out."

"_Moron, you have a global positioning device programmed into your suit. Go use it._"

"I have the solution," Wheatley walked over to the car, "I want you to connect to this car and provide navigation."

His armor ejected a small cord that he could hook into the dash of the vehicle and activated a small screen showing their position as well as a map for the twenty mile radius around them. Gordon and Alyx peered over his shoulder to get a look and became dumbfounded with shock.

"There's no way that's possible. Can portal technology really do that or is your navigation just off?"

"_Aperture's satellite technology is the finest in America!_" GLaDOS was finding more reasons to hate Black Mesa scientists and anyone associated with the laboratory.

"Apparently," Wheatley began to repeat, "this is the finest satellite navigation around."

Dr. Freeman cleaned his glasses to make sure he saw correctly. There was no mistake; on the screen were a mass of desert, a blip for their position, and then another blip.

"How did we end up in New Mexico?" Alyx stuck a hand through her hair like a pick.

Sure enough, that last blip had a name next to it as well as a symbol of a black plateau.

_I never thought I would come back here of all places. It almost feels like home._

In Gordon's mind he could imagine the voice in the monorail that always spoke to him about the weather conditions saying something else. Something along the lines of, "_Welcome back to the Black Mesa Facility, Dr. Freeman_".

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><p>Author's Note: Hey, everyone! Mustered up a new chapter for you all to try and put a swing back into things. Like always, please leave feedback for me, it really helps drive me to keep writing. Also, should I throw in an even newer twist next time? Help me out!<p> 


	6. Pirates of the Borealis

Chapter Six: Pirates of the Borealis (The Judith Mossman Journal)

_Day 22; Weather: -30°F; Condition: On edge, but staying strong._

_To whom it concerns,_

_I have been on board the Borealis for quite a long while now. My crew and I have discovered many things inside this large vessel that we can't wait to bring back to White Forest for further analysis. However, our current situation is at a standstill. The ship we used to get here had been gunned down by mysterious gunfire from below. Fortunately, most of us escaped unscathed, save for our devoted pilot who gave himself to guide the craft away when we all parachuted to the depths below. Since then we have not only been short on supplies but spirit as well. No one can shake the fact that reinforcements will never come._

_ Still, we hold onto a small candle of hope and each other's warmth to stay alive. Our curiosity has also been a good motivator to stay alive. Everything in the storage room fascinates us. We have discovered crates filled with what appear to be strange white rocks. The label on the crate reads "Lunatite", but that sounds ridiculous. Lunatite? What could that mean? Lunar rocks? Aperture wouldn't have actually been able to obtain rocks from the moon, would they? And what kind of ridiculous name is lunatite? I'm sure it has an earthly element composition. Regardless, it is understandable as to why we must get these back to White Forest. I hope Doctors Vance and Freeman will be able to discover its use._

_ Another thing that has been on my mind lately is how long until the Combine discovers that we're here. I can't imagine that we've fallen off the map; they must be searching for this place as well. The fight for the Borealis is a frightening one. Since we arrived here first, however, the battle seems to be in our favor. I hope it stays that way from now on; we've lost so much and need to begin anew. I believe that this ship has what we need to repair the damage caused by the Resonance Cascade. However, if the combine gets a hold on it we are all but doomed. Someone please save us quickly. Much more than being afraid of dying from hunger, thirst, and cold I am afraid of losing._

_ I hope, if I don't make it out of here, that this journal at least provides some help to the resistance. I shall keep it clutched to my chest even upon death and hope that the Combine, when they do find us, will not find it in this secret inner pocket at the innermost of my three coats. Please, Gordon, Eli, Issac… Someone save us. I know you were against protecting this ship, but I believe it is worth saving. Don't give up and just trust me._

_-Judith Mossman_

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><p>Author's Note: Hey guys and girls! I know it's a really short chapter today, but hopefully I will also be releasing another new chapter within the week to make up for it. Once again, please leave me your opinions and ideas as they are much appreciated. Thanks for all your support and stay tuned!<p> 


	7. CombineNation Between Life and Death

Chapter Seven: A "Combine"-Nation Between Life and Death

Chell carried Caroline for miles until they could finally see buildings on the horizon of her wavering vision. Her body ached like never before under the weight of her savior, Caroline, and the few supplies she managed to gather in a bag after the antlion attack. The water bottle she was using had run dry hours ago and she was saving the spare water for her burnt friend who was already hanging by a thread of life.

_All the things I want to say to you. Caroline, you're the most amazing person I have ever met. Please, don't give up on me._

Caroline panted heavily and periodically shed tears out of pain from the burns and wounds that had reopened from nights before. Chell had already given up her sweater to hold the injuries shut as much as she could until they reached the next town and obtained new dressings for them. Out of the both of them, Caroline had endured the most pain and lost more than imaginable. Still, she had more hope and willpower than ever before. When most would be dead, she stared death in the face and spat in its eye. What drove this girl so?

After a few more hours Chell and Caroline had reached the edge of the town and noticed it was just as deserted as the gas station they had passed before. She staggered over to a convenience store and broke open the glass on the door with the butt of her gun. Chell flipped the lock open and kicked open the door so she could put Caroline down behind the counter. Caroline wanted to speak, but Chell covered her mouth and shook her head. Chell the scoured the aisles for a box of large bandages and more water and rushed it back to her profusely bleeding friend. Caroline was wavering between conscious and not at this point so she gave in and went into a deep sleep while placing her faith in her mute ally.

Things seemed to be calming down for Chell at last because she could relax and tend to her friend. She had no idea that things would be taking a turn for the strange very soon.

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><p>Meanwhile GLaDOS continued to follow Wheatley and Dr. Freeman while running analyses of how far they were from one of Aperture's facilities. Everything was going slightly according to plan so she had nothing to worry about so far. She eased up on her memory usage towards her "Wheatley Cam" and went back to looking at her test chambers. ATLAS and P-body were fervently working to solve each puzzle with synchronized cooperation. GLaDOS could only laugh at how pathetic their attempts were at solving such a chamber since precision and timing was the key. Their futile fight amused her greatly for a while until things started going south.<p>

An explosion blew open the central elevator from above. GLaDOS shrieked as she was still working to repair the impact site. Turrets and security orbs erupted from the ground and walls with their sights aimed at the ceiling.

"Releasing the neurotoxin!"

As she was letting the poisonous gas pour into the room men in dark suits with toxin masks on rained down from the shambled elevator shaft on ropes. Guns and grenades were in their hands as they hailed from the blinding light of the surface.

"Fire! Leave no one standing!" her merciless minions sent out waves of bullets towards the mysterious intruders. Soldiers were falling like flies under the force of GLaDOS' army. However, her advantage was not for long once grenades began to fall from above and eliminated most of her gunfire. While she began to ship out more for deployment the men began to make their way through her chambers to reach her core.

"Don't touch me!" She sent turrets to all of her chambers and worked as quickly as she could to make the chambers impossible to cross. The Combine soldiers weren't fazed as they instead chose to blow through her walls with rocket powered missiles and battering rams. GLaDOS was beginning to panic. What did they want with her? How did they find her? She had to act quickly.

There were few options as to what she could do. If she shut her facility and processes down not only would she never be able to restart herself and the Combine would have easy access to her data. There was also the idea of destroying the entire main facility and retreat to the arctic branch. However, if she did that she would destroy all of her creator's original work which was what she had to protect for further study. GLaDOS hated the idea of the last option, but by this point she had no choice.

Combine soldiers were closing in on her core room. From further underground claws were shifting around. They picked up a single case and dragged it over to a lift which raised it intoa sterilized room with a strange machine looming overhead. The contraption had wires that snaked down and plugged into the core. As the soldiers reached the final wall, GLaDOS enunciated:

"Engaging defense tactic omega."

Combine soldiers broke into GLaDOS' room and began scouring the place for information. By that time it was already too late.

The facility entirely shut down and went completely dark save for the sterile room which operated separate from the AI's generator. The strange container then began to open and let out a chilling smoke. A pale white hand gripped the edge of the coffin and pulled tightly. From inside slowly rose a woman who barely looked a day over twenty eight. Her body was naked, but her skin was unblemished and silky smooth. Her hair was so blonde it almost appeared to be white and she had grayish colored eyes. The girl struggled to get out of her container and onto the floor, but did so with relative ease until she lost her footing and fell onto the floor.

"N-no time to lose," she pulled herself to her feet and shoved her holding chamber aside. The young woman then walked over to it and pulled out a simple orange jumpsuit as well as a set of undergarments and some long fall boots which she quickly clambered in to. She then walked back over the lift and pressed the foot switch with her boot which raised her to the surface. She took a single step out and became blinded by the sun. She had no idea how people could like such a thing but would have to grow used to it.

"So now my life begins anew.. The life of Gladys Johnson."

She began her new arduous journey in search for Wheatley. Strange, though, because she tapped the side of her face and felt a sensation that was damp. Looking at her hand she was certain that it was wet. Did she already hurt herself?

As intelligent as GLaDOS was, she could not comprehend such a concept. She had no idea that this entire time she had been crying.

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><p>Author's Note: Well, when I said it would be up within the week, I had no idea I was in such a creative mood. No, it's not very long either, but hopefully you do feel that it's just as satisfying as any long chapter. Still, please feel free to leave more reviews and ideas. GLaDOS as a human; yay or nay?<p> 


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